Form4insider filings, from the source

SEC Form 4 · accession 0001104659-16-141935

CLAYTON WILLIAMS ENERGY INC /DE · CWEI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners
ARES MANAGEMENT LP
Director · 10% Owner
ARES MANAGEMENT LLC
Director · 10% Owner
Ares Management Holdings L.P.
Director · 10% Owner
Ares Partners Holdco LLC
Director · 10% Owner
Ares Management GP LLC
Director · 10% Owner
Ares Holdings Inc.
Director · 10% Owner
Ares Holdco LLC
Director · 10% Owner
Period of report
Aug 29, 2016
Accepted (ET)
Aug 29, 2016 · 4:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000880115

Table I — non-derivative securities

SecurityDateCodeSharesPriceA/DOwned afterD/INature of ownership
Common Stock, $0.10 par valueF1,F2,F3Aug 29, 2016P5,051,100$29.6965A6,093,505ISee footnotes

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

Remarks

Affiliates of Ares Management LLC and the Ares Entities hold all of the shares of a series of special voting preferred stock of the Issuer. The shares of the special voting preferred stock grant the holders thereof the right to elect up to two members of the board of directors of the Issuer (the "Board"), subject to reduction based on the warrants held by such holders, their respective affiliates and other permitted transferees that remain unexercised in respect of a specified number of shares for which such warrants are exercisable. The holders of the series of special voting preferred stock elected two members to the Board on March 31, 2016 and reappointed the two members to the Board on June 22, 2016. The Issuer has also entered into a Stockholder Agreement with Ares Management LLC, on behalf of affiliates of Ares Management LLC and the Ares Entities, pursuant to which such affiliates have the right to designate one director nominee for election to the Board, subject to approval by the Nominating and Governance Committee of the Board. On August 29, 2016, Ares Management LLC designated one director nominee for election to the Board, and such nominee was recommended for appointment by the Nominating and Governance Committe of the Board. Based on the foregoing, Ares Management LLC and the Ares Entities may be deemed to be a director by deputization.